Accidental Voyeurs
by Jennifer131
Summary: Barney is caught doing what he does best by each of his friends. Why can't they seem to look away? Rated M
1. Chapter 1

**Disclaimer: It all belongs to somebody else. If I actually owned anything, believe me, Barney would never wear a shirt again. True story x**

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Marshall

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Marshall tapped the keyboard with a flourish, finally completing his latest assignment and happily scratched through the last item on his days To Do list. He glanced at the clock and winced. Lily would have been in bed for a couple of hours by now. He gathered his things together and picked up a couple of files he had to return upstairs before leaving.

Stepping out of the elevator Marshall jogged down the low-lit corridor of the deserted floor, hoping that the guy's office wasn't locked. He sighed in relief when the door gave and dropped the files into the top drawer of the desk. Closing the door behind him Marshall noticed lights on further down the hallway, about where Barney's office was.

It had taken around half a year working in the same building as Barney for Marshall to discover how seriously the other man took his job. Marshall still had no idea what it was that Barney actually _did_, but had gleaned and extrapolated that whatever it was was important, high-pressure and extremely well paid. That Barney managed to fit it around his intensely active social life was a wonder to Marshall, and since this revelation he had never taken those companionable nights at the bar for granted.

He knew that Barney regularly came into work early but this was the first time he had found him working so late. He headed down the hall, ostensibly to say goodnight but actually wanting to check-up on his friend. He walked past the bank of blinded windows and turned the corner, hand on the door handle when he glanced through the small pane of glass set into the door.

He clamped his hand over his mouth and dropped to the floor. How had he not considered that Barney might not be working? How had he not come immediately to the assumption that Barney might have a girl in there? How was it surprising that Barney was currently on his desk, half-naked, while a young, gorgeous, slightly more naked legal intern bounced blissfully on top of him?

Cursing his own naivety, while simultaneously mentally throwing Barney a deserved high-five, he reached for the briefcase he didn't remember dropping and started to crawl away from the door. He paused. Was the intern in there Claire or Hannah? Because hadn't Hannah just come through a bad break-up? Resolving to take just one more quick look to make sure, solely in the name of protecting his junior staff, he stealthily inched his way up the door until he could make out the couple on the desk.

The desk had been swept clean, all but the laptop strewn across the floor along with several items of clothing. Barney was shirtless, his expensive tie still around his neck half-knotted, pants somewhere around his knees. Her skirt was bunched around her waist, her shirt open and her bra inexplicably hanging off the back of a chair. Barney had his hands under the girl's shapely buttocks, lifting her in time with the swift movements of his hips. The girl had her head thrown back, mouth open and panting hard. Her hands played and pulled at her bare breasts, clearly emboldened by Barney's enthusiastic encouragements.

Marshall dropped again, a furious blush burning from his neck up. It felt permanent. He wondered whether he'd ever be able to face Barney again without this blush. He started to move away again, and almost made it to the corner. Dammit! Claire or Hannah? He returned, steeled himself for one last look, as any good superior would, and carefully peeped back into the office.

The soundproofing on this floor must have been much better than on his, because the girl was obviously just coming down from an explosive orgasm. He smugly recognised the dazed expression and flushed face as one Lily pulled from time to time. He was aware that Barney was still moving though, slower now as though to draw out every lingering tremor from his partner, but not so slow that it suggested he was done. Barney sat up, the girl still on his lap, and swept a wet tongue over each raised nipple, causing the girl to quiver and grasp his head to hold him in position.

With a fluid move that Marshall couldn't quite follow but was immediately jealous of, Barney was suddenly standing behind the girl now bent over the edge of the desk and thrusting roughly into her. His hands stroked down the length of her back and gripped her hips hard, pulling her back as he surged forward. The girl clawed the desk looking for purchase and abruptly reared back, screaming her second release so loud that Marshall could hear it behind the thick wooden office door. Barney shuddered and fell forward bonelessly on top of the girl. He turned his head and pressed a lingering kiss to her spine.

In spite of all he'd seen, it was that tender gesture that made Marshall feel dirty for intruding. He grabbed his briefcase and jogged back to the elevator. Screw Hannah. He actually kind of hoped it was her in that office. Maybe Barney was exactly what she needed right now.

He wondered if Lily would mind him waking her up when he got home. He had a couple of moves to practice.


	2. Chapter 2

Ted

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It was so late it was turning to early and besides a few comatose stragglers, the party was pretty much done. Marshall and Lily had already bunked down in their old room and Robin was asleep and drooling on his couch. Ted hadn't noticed when Barney had left, although he'd been making out with some girl in the kitchen not that long ago. He half-heartedly grabbed a roll of trash bags and wandered around for a bit, not sure he was quite ready to bend down yet and risk falling over.

He made the executive decision to start on the roof, thinking the fresh air would help with the worst of the spinning. Somewhere in the back of his alcohol-soaked mind he vaguely wondered if a drunken climb to the roof was the best idea but by then he was already half out the window and the frigid air felt good after the cramped, stuffy apartment.

He was a little higher up the ladder than he probably should have been before he heard the two voices. It took him a moment longer to recognize Barney's and he actually had one leg over the low wall, ready to step onto the roof when his brain kicked in and he registered what those voices were doing. He looked over and spotted the blonde against the side of the building, cushioned from the brickwork by a leggy brunette. Both were too pre-occupied to have noticed their audience and were making enough noise between them to cover Ted's manly yelp as he scrambled back onto the ladder and ducked out of sight.

Slightly more sober than he had been half a minute before, Ted was able to make out some of the less muffled parts of the conversation, most of which asserted that whatever Barney was doing he was doing just right. And also that he should not stop doing it.

He should have slipped back down the fire escape and gone to bed. He should have slept off his inevitable hang-over and prepared for the just as inevitable play-by-play Barney was going to perform at the bar later. He really should. But as he gripped the cold rungs of the ladder, it struck him that here might be the proof that Barney actually was as good as he said he was.

While he'd never doubted the quantity of Barney's hook-ups, Ted had long questioned the quality of them. No-one was consistently _that_ good. Here was the opportunity to banish that nagging insecurity he always felt around Barney. That irritating feeling of sexual inadequacy that wasn't helped when he had 'accidently' overheard Robin talking to Lily, extolling his friend's baser virtues and enthusiastically describing the blonde as the best she'd ever had.

Suddenly the girl on the roof gave out a long shuddering moan, accompanied by a smug 'there you go', and Ted felt a pang of disappointment that he'd missed his chance. Unable to help himself, he peeped over the wall in time to see Barney lasciviously sucking the fingers of one hand while the other quickly unfastened his pants. The girl was still humming her satisfaction as Barney lifted her, prompting her to wrap her long legs around him as he pressed her back against the wall. Slipping a hand under her short dress he manoeuvred them quickly and Ted watched, agog, as Barney slid smoothly into her.

Barney had his back to the ladder, the girl was definitely not paying attention to anything outside of Barney, but the last thing on Ted's mind was getting caught. He was riveted to the spot by the realisation that yes, Barney was _that_ good. He knew from experience just how difficult it was to hold a girl up like that, find and maintain a happy rhythm, not drop her, hit all the right spots, seriously not drop her, and make it _good_. Barney made it look effortless. He even looked like he was enjoying it. How did he do that?

Ted wouldn't have thought it possible but Barney upped the pace, his thrusts becoming more and more forceful, the girl's pleading breaking into a stream of breathy affirmations. He still didn't appear to be tiring and Ted marvelled at the guy's stamina. Neither of them seemed bothered by the temperature either, although Ted supposed that it was a little warmer for them than it was on the ladder on the side of the building.

One of Barney's hands disappeared from sight and within seconds the girl was letting rip an almost inaudible keening, followed swiftly by Barney's first uncontrolled movements and a contrasting low groan. He stilled and tapped the girl's thigh, panting lightly into her neck as she uncoiled herself from around him, shaking slightly as she finally took her own weight.

"Wow Colonel, that was ... just ... wow!" she trilled.

"I know baby. The memory of you will keep me warm these next long, long months." Ted's mouth twisted as he recognised the spiel. Last Night Before Deployment. How did he get away with this crap?

"It's such a shame you have to leave in the morning," she purred. "We could have had so much more fun. My roommate would have just loved you."

Ted's mouth dropped open. It was not that easy. How the hell did he do it?

"Did I say tomorrow? I meant Monday. So, how far to your place?"

Ted scurried back down and into the apartment and had the presence of mind to open a trash bag before Barney and his brunette climbed through the window.

"Night Ted," called Barney as he ushered the girl out the door, pausing to turn and make a gesture that Ted would have been hard pressed to misinterpret even if he hadn't been witness to the activities on the roof. For a long time after, Ted couldn't shake the look of complete satisfaction on the girl's face as Barney had worked his particular brand of magic on her.

He really should have gone to bed.


	3. Chapter 3

**M/M – don't like, you might want to skip this chapter.**

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Lily

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Lily stepped out of the elevator and strode down the hallway to Barney's apartment. It had been a while since Marshall had taken her back after Barney had brought her home from San Francisco and let her stay with him, and she had finally come over to pick up the last of her stuff.  
She'd planned ahead. The last time she'd come over for a couple of boxes she'd walked into the elaborate preliminaries for one of the more disturbing Playbook plays, and it was a visual she would gladly burn from her memory. This time round she'd called Marshall at the office who'd confirmed that Barney had taken the new guy for lunch in the cafeteria and the coast was clear.

She let herself in to the immaculate living space with the key she'd never returned, noting sadly that everything was back in its original place as though she'd never left a mark. Barney's mask was firmly back in place.

She'd always known there was more to Barney than he allowed others to see. Behind the jokes, the complex plays and the endless stream of bimbos, beneath the vain, arrogant, cocksure attitude there was a sensitivity that was almost childlike. He could be sweet and romantic and desperate and she'd seen that vulnerability time and again, in flashes and moments only, when he'd let the mask slip and allowed her to _see_ him.

She moved quickly through the apartment. He'd told her that her things were still sitting packed and ready in the guest bedroom. Two mid-sized boxes, not heavy enough that she couldn't carry them together, but before she got the chance she heard the slam of the front door and jumped in surprise.

There was only one reason Barney would be home in the middle of the day. Her money would be on blowing off the new guy to take the cute barista home for a lunchtime quickie. Or maybe Marshall got it wrong and the new guy was a new girl and Barney was staking his claim early. Or maybe something with boobs and a sundress had simply walked past him in the street and caught his eye. She fought the urge to throw her head back in exasperation.

Determined not to walk into another therapist's wet dream she abandoned the boxes, grabbed her purse and made her way to the front door, planning to walk out before Barney got into his stride and out of his pants.

She was too late.

Even as she entered the room she recognised that something was off. Moans and whimpers interspersed the sound of wet kisses – par for the course – except that none of the moaning sounded female.

It took her a few moments to process the scene in front of her. Barney stood by the front door, shucking off his suit jacket even as he pressed a similarly suited body up against the glass. His hands were as busy as his mouth, pulling off his own clothes as well as efficiently stripping the writhing young man who had his hands laced through Barney's hair, attempting to pull him impossibly closer.

Lily suppressed a squeal, something she would be proud of later, and dived behind the kitchen counter. From the sounds of things the two men hadn't noticed her intrusion. Actually, from the sounds of things she didn't think they'd have stopped if they had.

Lily realised she honestly wasn't all that shocked at catching Barney with another man. Barney's bimbos were nothing but conquests; she supposed it made sense that gender was as meaningless to him as everything else. But Barney was definitely sticking to his type; the guy currently panting Barney's name like a prayer was young, hot and most definitely willing.

She couldn't resist peeking round the edge of the counter when she heard NewGuy let out a groan of such obvious pleasure it made Lily's toes curl. He was still up against the door, pinned in place by Barney's hands on his hips as the older man, now on his knees, went to town with his mouth.

Lily watched as Barney's head bobbed, one hand moving down and out of sight. The guy's knees buckled and he would have dropped if not for Barney's support. His eyes flew open and Lily's heart stopped at the idea of being caught but they were glazed and looking down in awe at the blonde kneeling before him.

She ducked her head back round the counter and concentrated on calming herself down. Her skin was flushed and tingling and her heart was pounding so hard she could feel it in her throat. She'd walked in on Ted a few times (both with girls and flying solo), not to mention her roommate in college, but she'd never been affected like this. Was it because Barney was with another man? Or just because it was Barney? She loved her Marshmallow to death but there was no denying that she could understand why so many women fell over themselves to be bedded by Barney Stinson.

Lily guessed that they'd made it to the couch from the sounds of scuffling and cushioned thuds and after a few minutes dared another look. Robin had spilled some details and Lily wasn't ashamed to admit – to herself at least – that the gorgeous blonde had starred in more than a few of her darkest, dirtiest fantasies, but actually witnessing Barney in action was something else entirely.

He was toned and chiselled and muscled in all the right places. A light sheen of sweat covered his skin as he pounded into the younger man, now stretched the length of the couch with one leg hooked over Barney's shoulder. Barney's mouth never left him; sweeping his tongue over the young guy's jaw line, nibbling briefly on his earlobe or nuzzling into his neck. He seemed focused on drawing out a constant stream of guttural groans and breathless pleas for more while uttering nothing more than soft encouragements.

Lily was transfixed by the fast, rhythmic motion of his hips, the tight cording of muscle under the taut skin of his biceps as he held his upper body off the other guy, who had his eyes squeezed shut in sheer ecstasy. Barney's were open. He was watching every expression that played across the guy's face and Lily imagined him adjusting his angle and tempo accordingly. Honed by years of experience, the man was a perfectly crafted sex machine.

Not knowing how long she'd been watching, Lily suddenly realised she'd inched out a little more than was safe and she ducked back before either of the two men turned their head and caught her. Not daring to peek again she contented herself to listen as Barney was evidently bringing them both to completion.

GNB's latest acquisition was a screamer, Lily mused, although she couldn't honestly blame him.

Even as NewGuy was still trying to get his breathing under control she could hear Barney moving around. She pressed herself into the cabinets, willing him not to come past this way. Luckily he was walking away from where she crouched.

"Guest bedroom," she heard him call. "There's a shower in the en-suite. Make it quick, yeah?" He disappeared, presumably into the master bathroom. Lily winced in sympathy for NewGuy. She'd heard that same tone a thousand times as Barney kicked his latest conquest to the curb. After a moment, soft padding indicated that he'd also left the living room.

Lily bolted out of the apartment so fast she almost forgot how to open the front door, blushing furiously as her mind flew back to the image of Barney making out against it. She stumbled quickly to the elevator and only let out the breath she'd been holding once the doors had closed shut. Her heart was still racing and she realised that she was more than a little hot and sweetly uncomfortable in a certain personal area. She grinned.

Marshall wasn't going to know what hit him.


End file.
